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Vale S.A. Interim / Quarterly Report 2016

Apr 28, 2016

30050_ffr_2016-04-28_adaf175d-198a-4b9e-8c50-edcb90b3085b.zip

Interim / Quarterly Report

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Table of Contents

*United States Securities and Exchange Commission*

*Washington, D.C. 20549*

*FORM 6-K*

*Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934*

*For the month of*

*March, 2016*

*Vale S.A.*

*Avenida das Américas, No. 700 22640-100 Rio de Janeiro, RJ, Brazil*

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

(Check One) Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)

(Check One) Yes o No x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)

(Check One) Yes o No x

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

(Check One) Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82- .

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*Interim Financial Statements*

*March 31, 2016*

*IFRS*

Filed with the CVM, SEC and HKEx on

April 28, 2016

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*Vale S.A. Interim Financial Statements*

*Contents*

Report of independent registered public accounting firm Page — 3
Condensed Consolidated Income Statement 4
Condensed Consolidated Statement of Comprehensive Income 5
Condensed Consolidated Cash Flow Statement 6
Condensed Consolidated Balance Sheet 7
Condensed Consolidated Statement of Changes in Equity 8
Selected Notes to the Interim Financial Statements 9
1. Corporate information 9
2. Basis for the preparation of the interim financial statements 9
3. Information by business segment and by geographic area 10
4. Relevant event 14
5. Assets held for sale 15
6. Acquisitions and divestitures 15
7. Cash and cash equivalents 15
8. Accounts receivable 16
9. Inventories 16
10. Investments in associates and joint ventures 16
11. Intangibles 17
12. Property, plant and equipment 17
13. Loans and borrowings 18
14. Litigation 19
15. Income taxes 21
16. Employee benefits obligations 22
17. Financial instruments classification 22
18. Fair value estimate 23
19. Derivative financial instruments 23
20. Stockholders’ equity 32
21. Costs and expenses by nature 33
22. Financial results 34
23. Deferred revenue - Gold stream 34
24. Commitments 34
25. Related parties 35
Members of the Board of Directors, Fiscal Council, Advisory Committees and Executive Officers 37

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KPMG Auditores Independentes Av. Almirante Barroso, 52 - 4º 20031-000 - Rio de Janeiro, RJ - Brasil Caixa Postal 2888 20001-970 - Rio de Janeiro, RJ - Brasil Central Tel 55 (21) 3515-9400 Fax 55 (21) 3515-9000 Internet www.kpmg.com.br

*Report of independent registered public accounting firm*

To the Board of Directors and Stockholders of

Vale S.A.

Rio de Janeiro - RJ

We have reviewed the accompanying condensed consolidated balance sheet of Vale S.A. (“the Company”) and its subsidiaries as of March 31, 2016 and the related condensed consolidated statements of income (loss), comprehensive income (loss), cash flows and the condensed consolidated statements of changes in stockholders’ equity for the three-month period ended on March 31, 2016 and 2015. These condensed consolidated financial statements are the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an audit opinion.

Based on our review, we are not aware of any material modification that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

We have previously audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Vale S.A. and its subsidiaries as of December 31, 2015 and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for the year then ended, and in our report dated February 24, 2016, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in th accompanying condensed consolidated balance sheet as of December 31, 2015, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

KPMG Auditores Independentes

Rio de Janeiro, Brazil

April 27, 2016

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*Condensed Consolidated Income Statement*

*In millions of United States dollars, except as otherwise stated*

Three-month period ended March 31 — Notes 2016 2015
Net operating revenue 3 (c) 5,719 6,240
Cost of goods sold and services rendered 21 (a) (4,249 ) (5,168 )
Gross profit 1,470 1,072
Operating (expenses) income
Selling and administrative expenses 21 (b) (119 ) (195 )
Research and evaluation expenses (60 ) (119 )
Pre operating and operational stoppage (102 ) (264 )
Other operating income (expenses), net 21 (c) (35 ) 46
(316 ) (532 )
Results on measurement or sale of non-current assets 6 — 193
Operating income 1,154 733
Financial income 22 3,283 2,350
Financial expenses 22 (1,858 ) (6,860 )
Equity results in associates and joint ventures 10 156 (271 )
Results on sale or disposal of investments in associates and joint ventures 6 — 18
Net income (loss) before income taxes 2,735 (4,030 )
Income taxes 15
Current tax (345 ) (70 )
Deferred tax (610 ) 930
(955 ) 860
Net income (loss) 1,780 (3,170 )
Income (loss) attributable to noncontrolling interests 4 (52 )
Net income (loss) attributable to Vale’s stockholders 1,776 (3,118 )
Earnings per share attributable to Vale’s stockholders:
Basic and diluted earnings per share: 20 (b)
Preferred share (US$) 0.34 (0.61 )
Common share (US$) 0.34 (0.61 )

The accompanying notes are an integral part of these interim financial statements.

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*Condensed Consolidated Statement of Comprehensive Income*

*In millions of United States dollars*

Three-month period ended March 31 — 2016 2015
Net income (loss) 1,780 (3,170 )
Other comprehensive income (loss):
Items that will not be reclassified subsequently to the income statement
Cumulative translation adjustments 3,246 (9,494 )
Retirement benefit obligations
Gross balance for the period (85 ) (101 )
Effect of taxes 27 50
(58 ) (51 )
Total items that will not be reclassified subsequently to the income statement 3,188 (9,545 )
Items that may be reclassified subsequently to the income statement
Cumulative translation adjustments
Gross balance for the period (1,601 ) 4,593
Effect of taxes (148 ) —
(1,749 ) 4,593
Cash flow hedge
Gross balance for the period 6 260
Effect of taxes (1 ) —
Equity results in associates and joint ventures — (2 )
Transfer of realized results to net income, net of taxes (3 ) (145 )
2 113
Total of items that may be reclassified subsequently to the income statement (1,747 ) 4,706
Total comprehensive income (loss) 3,221 (8,009 )
Comprehensive income (loss) attributable to noncontrolling interests 68 (58 )
Comprehensive income (loss) attributable to Vale’s stockholders 3,153 (7,951 )

The accompanying notes are an integral part of these interim financial statements.

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*Condensed Consolidated Cash Flow Statement*

*In millions of United States dollars*

Three-month period ended March 31 — 2016 2015
Cash flow from operating activities:
Net income (loss) before income taxes 2,735 (4,030 )
Adjustments for:
Equity results from associates and joint ventures (156 ) 271
Results on measurement or sale of non-current assets — (193 )
Results on sale or disposal of investments in associates and joint ventures — (18 )
Results on disposal of property, plant and equipment and intangibles 9 (215 )
Depreciation, amortization and depletion 850 1,035
Financial results, net (1,425 ) 4,510
Changes in assets and liabilities:
Accounts receivable (1,016 ) 817
Inventories (62 ) 189
Suppliers and contractors (383 ) (387 )
Payroll and related charges — (567 )
Other taxes assets and liabilities, net (47 ) 173
Deferred revenue - Gold stream (note 23) — 532
Other assets and liabilities, net 191 (69 )
Cash generated from operations 696 2,048
Interest on loans and borrowings paid (460 ) (471 )
Derivatives received (paid), net (note 19) (510 ) (657 )
Interest on participative stockholders’ debentures paid — (39 )
Income taxes (146 ) (244 )
Income taxes - Settlement program (88 ) (106 )
Net cash provided by (used in) operating activities (508 ) 531
Cash flow from investing activities:
Financial investments redeemed (invested) 89 145
Loans and advances received (granted) (3 ) (5 )
Guarantees and deposits received (granted) (38 ) (26 )
Additions to investments (90 ) (10 )
Acquisition of subsidiary, net of cash acquired 5 (90 )
Additions to property, plant and equipment and intangible (note 3(b)) (1,366 ) (2,200 )
Dividends and interest on capital received from associates and joint ventures 1 27
Proceeds from disposal of assets and investments 12 107
Proceeds from gold stream transaction (note 23) — 368
Net cash used in investing activities (1,390 ) (1,684 )
Cash flow from financing activities:
Loans and borrowings (i)
Additions 3,200 1,342
Repayments (1,158 ) (301 )
Transactions with stockholders:
Dividends and interest on capital paid to noncontrolling interest (4 ) (3 )
Transactions with noncontrolling stockholders (17 ) —
Net cash provided by financing activities 2,021 1,038
Increase (decrease) in cash and cash equivalents 123 (115 )
Cash and cash equivalents in the beginning of the period 3,591 3,974
Effect of exchange rate changes on cash and cash equivalents 68 (175 )
Cash and cash equivalents at end of the period 3,782 3,684
Non-cash transactions:
Additions to property, plant and equipment - capitalized loans and borrowing costs 177 196

(i) Includes transactions with related parties: Banco Bradesco, Banco do Brasil e Banco Nacional do Desenvolvimento econômico e Social - BNDES.

The accompanying notes are an integral part of these interim financial statements.

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*Condensed Consolidated Balance Sheet*

*In millions of United States dollars*

Notes March 31, 2016 December 31, 2015
Assets
Current assets
Cash and cash equivalents 7 3,782 3,591
Financial investments 27 28
Derivative financial instruments 19 141 121
Accounts receivable 8 2,553 1,476
Inventories 9 3,801 3,528
Prepaid income taxes 625 900
Recoverable taxes 1,523 1,404
Related parties 25 100 70
Others 582 311
13,134 11,429
Assets held for sale 5 4,091 4,044
17,225 15,473
Non-current assets
Derivative financial instruments 19 170 93
Loans 194 188
Prepaid income taxes 517 471
Recoverable taxes 544 501
Deferred income taxes 15 (a) 7,675 7,904
Judicial deposits 14 (c) 984 882
Related parties 25 — 1
Others 623 613
10,707 10,653
Investments in associates and joint ventures 10 3,397 2,940
Intangibles 11 6,018 5,324
Property, plant and equipment 12 57,925 54,102
78,047 73,019
Total assets 95,272 88,492
Liabilities
Current liabilities
Suppliers and contractors 3,147 3,365
Payroll and related charges 413 375
Derivative financial instruments 19 1,629 2,076
Loans and borrowings 13 3,255 2,506
Related parties 25 732 475
Income taxes - Settlement program 15 (c) 389 345
Taxes payable 223 250
Provision for income taxes 167 241
Employee postretirement obligations 16 71 68
Asset retirement obligations 88 89
Others 1,191 648
11,305 10,438
Liabilities associated with assets held for sale 5 94 107
11,399 10,545
Non-current liabilities
Derivative financial instruments 19 1,225 1,429
Loans and borrowings 13 28,215 26,347
Related parties 25 123 213
Employee postretirement obligations 16 1,957 1,750
Provisions for litigation 14 (a) 851 822
Income taxes - Settlement program 15 (c) 4,502 4,085
Deferred income taxes 15 (a) 1,817 1,670
Asset retirement obligations 2,622 2,385
Participative stockholders’ debentures 24 (b) 502 342
Deferred revenue - Gold stream 23 1,715 1,749
Others 1,572 1,451
45,101 42,243
Total liabilities 56,500 52,788
Stockholders’ equity
Equity attributable to Vale’s stockholders 20 36,742 33,589
Equity attributable to noncontrolling interests 2,030 2,115
Total stockholders’ equity 38,772 35,704
Total liabilities and stockholders’ equity 95,272 88,492

The accompanying notes are an integral part of these interim financial statements.

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*Condensed Consolidated Statement of Changes in Equity*

*In millions of United States dollars*

Balance at December 31, 2015 Share capital — 61,614 Results on conversion of shares — (152 ) Results from operation with noncontrolling interest — (702 ) Profit reserves — 985 Treasury stocks — (1,477 ) Unrealized fair value gain (losses) — (992 ) Cumulative translation adjustments — (25,687 ) Retained earnings — — Equity attributable to Vale’s stockholders — 33,589 Equity attributable to noncontrolling interests — 2,115 Total stockholder’s equity — 35,704
Net income — — — — — — — 1,776 1,776 4 1,780
Other comprehensive income:
Retirement benefit obligations — — — — — (58 ) — — (58 ) — (58 )
Cash flow hedge — — — — — 2 — — 2 — 2
Translation adjustments — — — 96 — (43 ) 1,383 (3 ) 1,433 64 1,497
Transactions with stockholders:
Dividends of noncontrolling interest — — — — — — — — — (159 ) (159 )
Capitalization of noncontrolling interest advances — — — — — — — — — 6 6
Balance at March 31, 2016 61,614 (152 ) (702 ) 1,081 (1,477 ) (1,091 ) (24,304 ) 1,773 36,742 2,030 38,772
Balance at December 31, 2014 Share capital — 61,614 Results on conversion of shares — (152 ) Results from operation with noncontrolling interest — (449 ) Profit reserves — 19,985 Treasury stocks — (1,477 ) Unrealized fair value gain (losses) — (1,713 ) Cumulative translation adjustments — (22,686 ) Retained earnings — — Equity attributable to Vale’s stockholders — 55,122 Equity attributable to noncontrolling interests — 1,199 Total stockholder’s equity — 56,321
Loss — — — — — — — (3,118 ) (3,118 ) (52 ) (3,170 )
Other comprehensive income:
Retirement benefit obligations — — — — — (51 ) — — (51 ) — (51 )
Cash flow hedge — — — — — 113 — — 113 — 113
Translation adjustments — — — (3,437 ) — 104 (1,707 ) 145 (4,895 ) (6 ) (4,901 )
Transactions with stockholders:
Dividends of noncontrolling interest — — — — — — — — — (2 ) (2 )
Acquisitions and disposal of participation of noncontrolling interest — — (2 ) — — — — — (2 ) 2 —
Capitalization of noncontrolling interest advances — — — — — — — — — 7 7
Balance at March 31, 2015 61,614 (152 ) (451 ) 16,548 (1,477 ) (1,547 ) (24,393 ) (2,973 ) 47,169 1,148 48,317

The accompanying notes are an integral part of these interim financial statements.

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*Selected Notes to the Interim Financial Statements*

*Expressed in millions of United States dollar, unless otherwise stated*

*1. Corporate information*

Vale S.A. (the “Parent Company”) is a public company headquartered at 700, Avenida das Américas, Rio de Janeiro, Brazil with securities traded on the stock exchanges of São Paulo - BM&F BOVESPA (Vale3 and Vale5), New York - NYSE (VALE and VALE.P), Paris - NYSE Euronext (Vale3 and Vale5) and Hong Kong - HKEx (codes 6210 and 6230).

Vale and its direct and indirect subsidiaries (“Vale”, “Group” or “Company”) are producers of iron ore and iron ore pellets, key raw materials for steelmaking, and producers of nickel, which is used to produce stainless steel and metal alloys employed in the production of several products. The Group also produces copper, metallurgical and thermal coal, potash, phosphates and other fertilizer nutrients, manganese ore, ferroalloys, platinum group metals, gold, silver and cobalt. The information by segment is presented in note 3.

*2. Basis for preparation of the interim financial statements*

*a) Statement of compliance*

The condensed consolidated interim financial statements of the Company (“interim financial statements”) present the accounts of the Group, and have been prepared in accordance with IAS 34 Interim Financial Reporting of the International Financial Reporting Standards (“IFRS”) as adopted by the International Accounting Standards Board (“IASB”).

*b) Basis of presentation*

The interim financial statements have been prepared under the historical cost convention as adjusted to reflect: (i) the fair value of financial instruments measured at fair value through income statement or available-for-sale financial instruments measured at fair value through the statement of comprehensive income; and (ii) impairment of assets.

The accounting practices, accounting estimates and judgments, risk management and measurement methods are the same as those adopted when preparing the financial statements for the year ended December 31, 2015. These interim financial statements were prepared to update users about relevant information presented in the period and should be read in conjunction with the financial statements for the year ended December 31, 2015.

The interim financial statements of the Group and its associates and joint ventures are measured using the currency of the primary economic environment in which each entity operates (“functional currency”). In the case of the Parent Company the functional currency is the Brazilian real (“BRL” or “R$”). For presentation purposes, these interim financial statements are presented in United States dollar (“USD” or “US$”) as the Company believes that this is how international investors analyze the financial statements.

The exchange rates used by the Group for major currencies to translate its operations are as follows :

Closing rate — March 31, 2016 December 31, 2015 Average rate for the three-month period ended — March 31, 2016 March 31, 2015
Brazilian Reais (“R$”) 3.5589 3.9048 3.9022 2.8702
Canadian dollar (“CAD”) 2.7446 2.8171 2.8421 2.3120
Australian dollar (“AUD”) 2.7322 2.8532 2.8165 2.2543
Euro (“EUR” or “€”) 4.0539 4.2504 4.3008 3.2212

Subsequent events were evaluated through April 27, 2016, which is the date the interim financial statements were approved by the Board of Directors.

*c) Accounting standards issued but not yet effective*

The standards and interpretations issued by IASB relevant to the Company but not yet effective are the same as those adopted when preparing the financial statements for the year ended December 31, 2015.

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*3. Information by business segment and by geographic area*

The information presented to the Executive Board on the performance of each segment is derived from the accounting records, adjusted for reallocations between segments.

*a) Operating income and adjusted EBITDA*

Adjusted EBITDA is used by management to support the decision making process for segments. The definition of adjusted EBITDA for the Company is the operating income or loss adding dividends received from associates and joint ventures, and excluding the depreciation, depletion and amortization, impairment, onerous contracts and results on measurement or sales of non-current assets.

Three-month period ended March 31, 2016
Income statement Adjusted by
Net operating revenue Costs Expenses, net Research and evaluation expenses Pre operating and operational stoppage Depreciation and other results Operating income (loss) Dividends received from associates and joint ventures Depreciation, depletion and amortization Adjusted EBITDA
Ferrous minerals
Iron ore 2,917 (1,309 ) (156 ) (11 ) (32 ) (241 ) 1,168 — 241 1,409
Pellets 753 (437 ) (16 ) — (4 ) (80 ) 216 — 80 296
Ferroalloys and manganese 47 (46 ) 2 — (2 ) (8 ) (7 ) — 8 1
Other ferrous products and services 87 (59 ) 5 — (1 ) (18 ) 14 — 18 32
3,804 (1,851 ) (165 ) (11 ) (39 ) (347 ) 1,391 — 347 1,738
Coal 154 (293 ) 49 (2 ) (1 ) (23 ) (116 ) — 23 (93 )
Base metals
Nickel and other products 1,000 (764 ) (24 ) (14 ) (32 ) (364 ) (198 ) — 364 166
Copper 353 (192 ) 3 (1 ) — (43 ) 120 — 43 163
1,353 (956 ) (21 ) (15 ) (32 ) (407 ) (78 ) — 407 329
Fertilizers
Potash 23 (18 ) 4 (2 ) (4 ) (6 ) (3 ) — 6 3
Phosphates 290 (234 ) (13 ) (3 ) — (56 ) (16 ) — 56 40
Nitrogen 58 (42 ) (2 ) — — (5 ) 9 — 5 14
Other fertilizers products 13 — — — — — 13 — — 13
384 (294 ) (11 ) (5 ) (4 ) (67 ) 3 — 67 70
Others 24 (45 ) 8 (27 ) — (6 ) (46 ) 1 6 (39 )
Total 5,719 (3,439 ) (140 ) (60 ) (76 ) (850 ) 1,154 1 850 2,005

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Three-month period ended March 31, 2015
Statement of income Adjusted by
Net operating revenue Costs Expenses, net Research and evaluation expenses Pre operating and operational stoppage Depreciation and other results Operating income (loss) Results on measurement or sale of non- current assets Dividends received from associates and joint ventures Depreciation, depletion and amortization Adjusted EBITDA
Ferrous minerals
Iron ore 2,716 (1,898 ) (169 ) (33 ) (27 ) (359 ) 230 — — 359 589
Pellets 965 (591 ) 3 (1 ) (5 ) (85 ) 286 — 26 85 397
Ferroalloys and manganese 70 (47 ) — — (6 ) (6 ) 11 — — 6 17
Other ferrous products and services 117 (100 ) 8 (1 ) — (20 ) 4 — — 20 24
3,868 (2,636 ) (158 ) (35 ) (38 ) (470 ) 531 — 26 470 1,027
Coal 145 (186 ) (70 ) (5 ) (12 ) (23 ) (151 ) — — 23 (128 )
Base metals
Nickel and other products 1,335 (847 ) (61 ) (27 ) (105 ) (422 ) (127 ) — — 422 295
Copper 375 (224 ) 4 (1 ) (1 ) (48 ) 105 — — 48 153
Other base metals products — — 230 — — — 230 — — — 230
1,710 (1,071 ) 173 (28 ) (106 ) (470 ) 208 — — 470 678
Fertilizers
Potash 30 (21 ) (1 ) (10 ) (4 ) (6 ) (12 ) — 6 (6 )
Phosphates 357 (261 ) (16 ) (6 ) (9 ) (55 ) 10 — — 55 65
Nitrogen 79 (55 ) (3 ) (1 ) (1 ) (6 ) 13 — — 6 19
Other fertilizers products 12 — — — — — 12 — — — 12
478 (337 ) (20 ) (17 ) (14 ) (67 ) 23 — — 67 90
Others 39 (27 ) (44 ) (34 ) — 188 122 (193 ) 1 5 (65 )
Total 6,240 (4,257 ) (119 ) (119 ) (170 ) (842 ) 733 (193 ) 27 1,035 1,602

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*b) Assets by segment*

As at March 31, 2016 — Trade receivables Product inventory Investments in associates and joint ventures Property, plant and equipment and intangible assets Three-month period ended March 31, 2016 — Additions to property, plant and equipment and intangible (i)
Ferrous minerals
Iron ore 745 956 443 29,682 904
Pellets 925 180 352 1,218 7
Ferroalloys and manganese 51 65 — 173 6
Other ferrous products and services 108 2 849 231 —
1,829 1,203 1,644 31,304 917
Coal 27 44 298 1,881 133
Base metals
Nickel and other products 391 1,121 15 22,097 176
Copper 199 32 — 2,490 93
590 1,153 15 24,587 269
Fertilizers
Potash 6 21 — 152 —
Phosphates 107 336 83 4,015 39
Nitrogen 16 13 — — —
129 370 83 4,167 39
Others 38 4 1,357 2,004 8
Total 2,613 2,774 3,397 63,943 1,366

(i) Include only cash effect.

December 31, 2015 — Trade receivables Product inventory Investments in associates and joint ventures Property, plant and equipment and intangible assets Three-month period ended March 31, 2015 — Additions to property, plant and equipment and intangible (i)
Ferrous minerals
Iron ore 76 812 405 26,772 1,460
Pellets 715 159 296 1,079 11
Ferroalloys and manganese 52 63 — 140 2
Other ferrous products and services 77 2 778 211 3
920 1,036 1,479 28,202 1,476
Coal 44 53 306 1,812 354
Base metals
Nickel and other products 411 1,142 17 21,286 217
Copper 17 24 — 2,236 71
428 1,166 17 23,522 288
Fertilizers
Potash 3 13 — 146 —
Phosphates 84 272 75 3,720 56
Nitrogen 14 10 — — —
101 295 75 3,866 56
Others 41 3 1,063 2,024 26
Total 1,534 2,553 2,940 59,426 2,200

(i) Include only cash effect.

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*c) Results by segment and revenues by geographic area*

Three-month period ended March 31, 2016 — Ferrous minerals Coal Base metals Fertilizers Others Total
Results
Net operating revenue 3,804 154 1,353 384 24 5,719
Cost and expenses (2,066 ) (247 ) (1,024 ) (314 ) (64 ) (3,715 )
Depreciation, depletion and amortization (347 ) (23 ) (407 ) (67 ) (6 ) (850 )
Operating income (loss) 1,391 (116 ) (78 ) 3 (46 ) 1,154
Financial result 1,514 40 (140 ) 14 (3 ) 1,425
Equity results in associates and joint ventures 40 (10 ) (2 ) — 128 156
Income taxes (993 ) — 45 (7 ) — (955 )
Net income (loss) 1,952 (86 ) (175 ) 10 79 1,780
Income (loss) attributable to noncontrolling interests 41 (25 ) (18 ) 5 1 4
Income (loss) attributable to Vale’s stockholders 1,911 (61 ) (157 ) 5 78 1,776
Sales classified by geographic area:
America, except United States and Brazil 91 3 278 10 — 382
United States of America 34 — 171 — 4 209
Europe 485 7 423 21 — 936
Middle East/Africa/Oceania 164 19 9 — — 192
Japan 254 34 52 — — 340
China 2,272 25 157 — — 2,454
Asia, except Japan and China 156 66 245 20 — 487
Brazil 348 — 18 333 20 719
Net operating revenue 3,804 154 1,353 384 24 5,719
Three-month period ended March 31, 2015 — Ferrous minerals Coal Base metals Fertilizers Others Total
Results
Net operating revenue 3,868 145 1,710 478 39 6,240
Cost and expenses (2,867 ) (273 ) (1,032 ) (388 ) (105 ) (4,665 )
Results on measurement or sales of non-current assets — — — — 193 193
Depreciation, depletion and amortization (470 ) (23 ) (470 ) (67 ) (5 ) (1,035 )
Operating income (loss) 531 (151 ) 208 23 122 733
Financial result (4,430 ) 83 (101 ) (68 ) 6 (4,510 )
Results on sale or disposal of investments in associates and joint ventures — — — — 18 18
Equity results in associates and joint ventures (142 ) — (5 ) — (124 ) (271 )
Income taxes 1,048 (23 ) (33 ) (126 ) (6 ) 860
Net income (loss) (2,993 ) (91 ) 69 (171 ) 16 (3,170 )
Income (loss) attributable to noncontrolling interests (6 ) (11 ) (32 ) 6 (9 ) (52 )
Income (loss) attributable to Vale’s stockholders (2,987 ) (80 ) 101 (177 ) 25 (3,118 )
Sales classified by geographic area:
America, except United States and Brazil 95 — 305 15 — 415
United States of America 10 — 239 — 8 257
Europe 649 13 437 28 — 1,127
Middle East/Africa/Oceania 295 34 39 3 — 371
Japan 408 29 145 — — 582
China 1,634 — 142 — — 1,776
Asia, except Japan and China 309 59 276 11 — 655
Brazil 468 10 127 421 31 1,057
Net operating revenue 3,868 145 1,710 478 39 6,240

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*4. Relevant event — Dam failure at Samarco Mineração S.A. (“Samarco”)*

On November 5, 2015, Samarco experienced the failure of an iron ore tailings dam (Fundão) in the state of Minas Gerais - Brazil, which affected communities and ecosystems, including the Rio Doce river.

Following the dam failure, the state government of Minas Gerais ordered the suspension of Samarco’s operations.

Samarco and its shareholders, Vale and BHP Billiton Brasil Ltda. (“BHPB”), entered into a settlement agreement on March 2, 2016 with the federal Attorney General of Brazil, the two Brazilian states affected by the failure (Espírito Santo and Minas Gerais) and certain other parties. The settlement agreement, which includes no admission of civil, criminal or administrative liability for the Fundão dam failure, is expected to resolve the lawsuit brought in Brazilian courts by several Brazilian governmental authorities. The settlement agreement is already effective, though the resolution of claims pursuant to the agreement remains subject to judicial approval. There is no assurance as to whether and when the court will approve the resolution of claims. The term of the agreement is 15 years, renewable for successive one-year periods until all obligations under the agreement have been performed.

Under the settlement agreement, Samarco, Vale and BHPB will establish a foundation to develop and implement remediation programs to restore the environment, local communities and the social condition of the affected areas, as well as compensation programs.

Samarco has agreed to provide funding to the foundation in the amount of R$2.0 billion (US$562) in 2016, R$1.2 billion (US$337) in 2017 and R$1.2 billion (US$337) in 2018. Amounts that Samarco has already spent on remediation and compensation will be applied towards its funding obligations. From 2019 to 2021, Samarco has agreed to provide funding based on the amounts needed to complete remaining remediation and compensation projects, subject to an annual minimum of R$800 (US$225) and an annual maximum of R$1.6 billion (US$450). The foundation will allocate an annual amount of R$240 (US$67) over 15 years to the implementation of compensation programs, and these annual amounts are included in the annual contributions described above for the first six years. Through the end of 2018, the foundation will also set aside R$500 (US$140) for basic sanitation in the affected areas.

To comply with the settlement agreement, Samarco will continue to conduct and fund the humanitarian and environmental recovery and compensation works until the foundation is operational, which is likely to occur before the end of 2016.

Samarco is currently unable to conduct ordinary mining and processing. Samarco’s management is working on a plan that would permit it to resume operations, but the feasibility, timing and scope of restarting remain uncertain.

To the extent of Samarco does not meet its funding obligations in the foundation, each of Vale and BHPB is liable, under the terms of the agreement, to provide funds to the foundation in proportion to its 50% interest in Samarco.

Samarco and its shareholders expect that Samarco will be able to generate all or a substantial part of the funding required under the arrangement. Therefore, Samarco’s future cash flow projections require the use of critical estimates and assumptions in their preparation, including but not limited to: (i) judicial approval of the agreement; (ii) the release of certain escrow accounts in connection with judicial proceedings in progress; (iii) the resumption of operations within a reasonable period of time; and (iv) the management of debt held by Samarco with financial institutions and bond holders.

Until new facts and circumstances are available and the referred uncertainties are reduced, it is not possible to estimate or reliably measure whether Vale will be required to provide the contributions to Samarco to comply with the agreement or to provide guarantees of its other obligations. Therefore, no provision was recognized in the Company´s interim financial statements as of March 31, 2016.

In addition, Samarco and its shareholders are named as a defendant in several other lawsuits brought by individuals, corporations and governmental entities seeking damages for personal injury, wrongful death, commercial or economic injury, breach of contract and violations of statutes. Because these pending lawsuits are at the very early stages, it is not possible to determine a range of outcomes or reliable estimates of the potential exposure at this time. Therefore, no provision has been recognized and no contingent liability has been quantified

The Company will reassess each reporting period the key assumptions used in Samarco´s cash flow and any impact identified and related to this matter will be reflect in its financial statements.

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*5. Assets held for sale*

*a) Coal - Nacala logistic corridor (“Nacala”)*

As at March 31, 2016 and December 31, 2015, assets held for sale refers to Nacala logistic corridor (“Nacala”).

In December 2014, the Company signed an agreement with Mitsui & Co., Ltd. (“Mitsui”) to sell 50% of its stake of 70% in the Nacala corridor. Nacala is a combination of railroad and port concessions under construction located in Mozambique and Malawi. After completion of the transaction, Vale will share control of Nacala with Mitsui and therefore will not consolidate the assets, liabilities and results of those entities. The assets and liabilities were classified as assets held for sale with no impact in the income statement. As at March 2016, completion of the transaction remains dependent upon certain conditions. The Company remains committed to its plan to sell its 50% interest.

March 31, 2016 December 31, 2015
Assets held for sale
Accounts receivable 8 3
Other current assets 121 134
Property, plant and equipment and Intangible, net 3,962 3,907
Total assets 4,091 4,044
Liabilities associated with assets held for sale
Suppliers and contractors 83 93
Other current liabilities 11 14
Total liabilities 94 107
Net assets held for sale 3,997 3,937

*6. Acquisitions and divestitures*

*2016*

*Minas da Serra Geral S.A. (“MSG”) —* In March 2016, the Company completed the purchase option on additional 50% participation at MSG which was owned by JFE Steel Corporation (“JFE”) in the amount of US$17. Vale now holds 100% of MSG’s total stockholder’s equity.

*2015*

*Energy generation assets -* In December 2013, the Company signed agreements with CEMIG Geração e Transmissão S.A. (“CEMIG GT”) to incorporate two joint ventures, Aliança Norte Participações S.A. and Aliança Geração de Energia S.A and exchange of assets and shares. The transaction was completed in the first quarter of 2015, in which Vale received cash proceeds of US$97 and recognized a gain of US$18 as result on sale or disposal of investments in associates and joint ventures and a gain of US$193 as results on measurement or sales of non-current assets.

*7. Cash and cash equivalents*

March 31, 2016 December 31, 2015
Cash and bank deposits 2,622 2,018
Short-term investments 1,160 1,573
3,782 3,591

Cash and cash equivalents includes cash, immediately redeemable deposits and short-term investments with an insignificant risk of change in value. They are readily convertible to cash, part in R$, indexed to the Brazilian Interbank Interest rate (“DI Rate”or”CDI”) and part denominated in US$, mainly time deposits.

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*8. Accounts receivable*

Trade receivables March 31, 2016 — 2,613 December 31, 2015 — 1,534
Provision for doubtful debts (60 ) (58 )
2,553 1,476
Trade receivables related to the steel sector - % 76.25 % 75.32 %
Three-month period ended March 31 — 2016 2015
Reversal (provision) for doubtful debts recorded in the income statement — —
Trade receivables write-offs recorded in the income statement — —

Trade receivables by segments are presented in note 3(b). No individual customer represents over 10% of receivables or revenues.

*9. Inventories*

March 31, 2016 December 31, 2015
Product inventory 2,774 2,553
Consumable inventory 1,027 975
Total 3,801 3,528

Product inventory is stated net of provisions, as follows:

Product inventory, gross amount March 31, 2016 — 3,216 December 31, 2015 — 3,071
Iron ore (21 ) (19 )
Coal (355 ) (423 )
Manganese (4 ) (4 )
Nickel (54 ) (70 )
Phosphate (8 ) (2 )
Total 2,774 2,553

Product inventories by segments are presented in note 3(b).

*10. Investments in associates and joint ventures*

Changes in investments in associates and joint ventures are as follows:

Three-month period ended March 31 — 2016 2015
Balance at beginning of the period 2,940 4,133
Acquisitions (i) — 579
Additions 83 10
Translation adjustment 259 (605 )
Equity results on income statement 156 (271 )
Equity results on statement of comprehensive income — (2 )
Dividends declared (29 ) (27 )
Transfer to held for sale — (5 )
Others (12 ) —
Balance at end of the period 3,397 3,812

(i) Refers to Aliança Geração transaction, see note 6.

In April 2016 (subsequent events), the Company announced the sale of its 26.87% interest at Thyssenkrupp Companhia Siderúrgica do Atlântico Ltd for a symbolic amount. The transaction will result in US$92 loss on recycling the “Cumulative translation adjustments”.

The Company indirectly holds a 4.6% interest in Norte Energia S.A. (through Aliança Norte Energia Participações S.A.), and the Company’s investment and equity results as of March 31, 2016, are respectively US$110 and US$(2). The independent auditor’s opinion on the Norte Energia financial statements for the year ended December 31, 2015, was qualified due to an investigation related to possible breaches of law and regulation that had not been completed when the mentioned the opinion was issued. Vale believes that the auditor’s qualification has no quantitative or qualitative impact on its interim financial information as of March 31, 2016.

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*11. Intangibles*

Changes in intangibles are as follows:

Balance at December 31, 2015 Goodwill (i) — 2,956 Concessions (ii) — 1,814 Right of use (ii) — 207 Software (ii) — 347 Total — 5,324
Additions — 365 1 1 367
Disposals — (1 ) — — (1 )
Amortization — (32 ) (11 ) (37 ) (80 )
Translation adjustment 139 208 19 35 401
Transfers — — (67 ) 74 7
Balance at March 31, 2016 3,095 2,354 149 420 6,018
Cost 3,095 3,238 256 1,391 7,980
Accumulated amortization — (884 ) (107 ) (971 ) (1,962 )
3,095 2,354 149 420 6,018
Balance at December 31, 2014 Goodwill (i) — 3,760 Concessions (ii) — 2,213 Right of use (ii) — 297 Software (ii) — 550 Total — 6,820
Additions — 122 — 74 196
Disposals — (13 ) — — (13 )
Amortization — (42 ) (11 ) (44 ) (97 )
Translation adjustment (405 ) (388 ) (29 ) (97 ) (919 )
Acquisition of subsidiary 39 — — — 39
Balance at March 31, 2015 3,394 1,892 257 483 6,026
Cost 3,394 2,925 466 1,189 7,974
Accumulated amortization — (1,033 ) (209 ) (706 ) (1,948 )
3,394 1,892 257 483 6,026

(i) Indefinite useful life.

(ii) Finite useful life.

*12. Property, plant and equipment*

Changes in property, plant and equipment are as follows:

Balance at December 31, 2015 Land — 766 Building — 9,101 Facilities — 8,292 Equipment — 7,307 Mineral properties — 10,304 Others — 7,206 Constructions in progress — 11,126 Total — 54,102
Additions (i) — — — — — — 873 873
Disposals — — — (10 ) (3 ) (8 ) (1 ) (22 )
Depreciation and amortization — (114 ) (140 ) (214 ) (177 ) (140 ) — (785 )
Translation adjustment 59 627 512 372 682 555 919 3,726
Assets retirement obligations — — — — 38 — — 38
Transfers (4 ) 227 48 229 94 32 (633 ) (7 )
Balance at March 31, 2016 821 9,841 8,712 7,684 10,938 7,645 12,284 57,925
Cost 821 14,754 14,070 13,128 18,271 11,290 12,284 84,618
Accumulated depreciation — (4,913 ) (5,358 ) (5,444 ) (7,333 ) (3,645 ) — (26,693 )
821 9,841 8,712 7,684 10,938 7,645 12,284 57,925
Balance at December 31, 2014 Land — 1,069 Building — 11,654 Facilities — 10,813 Equipment — 9,287 Mineral properties — 14,929 Others — 10,954 Constructions in progress — 19,416 Total — 78,122
Additions (i) — — — — — — 2,097 2,097
Disposals — (5 ) (1 ) (5 ) (151 ) (6 ) (2 ) (170 )
Depreciation and amortization — (135 ) (208 ) (308 ) (217 ) (198 ) — (1,066 )
Translation adjustment (156 ) (1,623 ) (1,558 ) (935 ) (1,429 ) (1,285 ) (2,409 ) (9,395 )
Transfers 10 1,451 774 926 (457 ) 397 (3,101 ) —
Acquisition of subsidiary — — — 1 — 119 — 120
Balance at March 31, 2015 923 11,342 9,820 8,966 12,675 9,981 16,001 69,708
Cost 923 13,766 14,637 13,711 18,288 13,851 16,001 91,177
Accumulated depreciation — (2,424 ) (4,817 ) (4,745 ) (5,613 ) (3,870 ) — (21,469 )
923 11,342 9,820 8,966 12,675 9,981 16,001 69,708

(i) Includes capitalized borrowing costs, see cash flow.

There are no material changes to the net book value of consolidated property, plant and equipment pledged to secure judicial claims and loans and borrowings (note 13(d)) compared to those disclosed in the financial statements as at December 31, 2015.

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*13. Loans and borrowings*

*a) Total debt*

Current liabilities — March 31, 2016 December 31, 2015 Non-current liabilities — March 31, 2016 December 31, 2015
Debt contracts in the international markets
Floating rates in:
US$ 241 241 8,091 5,174
Fixed rates in:
US$ 1,927 1,191 11,416 12,923
EUR — 1,709 1,633
Other currencies 17 14 179 169
Accrued charges 218 326 — —
2,403 1,772 21,395 19,899
Debt contracts in Brazil
Floating rates in:
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 233 212 5,134 4,709
Basket of currencies and US$ indexed to LIBOR 313 290 1,264 1,342
Fixed rates in:
R$ 70 63 277 268
Accrued charges 236 169 145 129
852 734 6,820 6,448
3,255 2,506 28,215 26,347

The future flows of debt payments (principal and interest) per nature of funding are as follows:

Bank loans (i) Capital markets (i) Development agencies (i) Debt principal (i) Estimated future payments of interest (ii)
2016 622 — 358 980 1,556
2017 954 1,212 1,085 3,251 1,581
2018 1,002 854 3,060 4,916 1,430
2019 1,179 1,000 698 2,877 1,230
2020 785 1,309 3,434 5,528 1,085
2021 759 84 397 1,240 920
Between 2022 and 2025 947 3,334 1,090 5,371 2,388
2026 onwards 137 6,486 85 6,708 5,807
6,385 14,279 10,207 30,871 15,997

(i) Does not include accrued charges.

(ii) Consists of estimated future payments of interest, calculated based on interest rate curves and foreign exchange rates applicable as at March 31, 2016 and considering that all amortization payments and payments at maturity on loans and borrowings will be made on their contracted payments dates. The amount includes the estimated values of future interest payments (not yet accrued), in addition to interest already recognized in the financial statements.

At March 31, 2016, the average annual interest rates by currency are as follows:

Average interest rate (i) Total debt
Loans and borrowings in
US$ 4.20 % 23,469
R$ (ii) 9.96 % 6,087
EUR (iii) 4.06 % 1,718
Other currencies 6.14 % 196
31,470

(i) In order to determine the average interest rate for debt contracts with floating rates, the Company used the last renegotiated rate at March 31, 2016.

(ii) R$ denominated debt that bears interest at IPCA, CDI, TR or TJLP, plus spread. For a total of US$4,425, the Company entered into derivative transactions to mitigate the exposure to the cash flow variations of the floating rate debt denominated in R$, resulting in an average cost of 2.21% per year in US$.

(iii) Eurobonds, for which the Company entered into derivatives to mitigate the exposure to the cash flow variations of the debt denominated in EUR, resulting in an average cost of 4.29% per year in US$.

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*b) Credit and financing lines*

Contractual Date of Period of the Available amount
Type currency agreement agreement Total amount March 31, 2016
Credit lines
Revolving credit facilities US$ May 2015 5 years 3,000 1,200
Revolving credit facilities US$ July 2013 5 years 2,000 800
Financing lines
BNDES (i) R$ April 2008 10 years 2,051 492
BNDES - CLN 150 R$ September 2012 10 years 1,091 6
BNDES - S11D e S11D Logística R$ May 2014 10 years 1,732 800

(i) Memorandum of understanding signature date, however term is considered from the signature date of each contract amendment. This credit line supported or supports the Usina VIII, Onça Puma, Salobo I and II and capital expenditure of Itabira projects.

*c) Funding*

In January 2016, the Company drew down on US$3,000 of its revolving credit facilities. The amount of US$1,800 was drew down on by Vale International S.A. and US$1,200 by the Parent Company.

*d) Guarantees*

As at March 31, 2016 and December 31, 2015, loans and borrowings are secured by property, plant and equipment and receivables in the amount of US$507 and US$495, respectively.

The securities issued through Vale’s 100%-owned finance subsidiary Vale Overseas Limited are fully and unconditionally guaranteed by Vale.

*e) Covenants*

Some of the Company’s debt agreements with lenders contain financial covenants. The main covenants in those agreements require maintaining certain ratios, such as debt to EBITDA (Earnings before Interest Taxes, Depreciation and Amortization) and interest coverage. The Company has not identified any instances of noncompliance as at March 31, 2016 and December 31, 2015.

*14. Litigation*

*a) Provision for litigation*

Vale is party to labor, civil, tax and other ongoing lawsuits, at administrative and court levels. Provisions for losses resulting from lawsuits are estimated and updated by the Company, based on analysis from the Company’s legal consultants. Changes in provision for litigation are as follows:

Balance at December 31, 2015 Tax litigation — 269 Civil litigation — 79 Labor litigation — 454 Environmental litigation — 20 Total of litigation provision — 822
Additions 3 12 47 2 64
Reversals (9 ) (4 ) (18 ) (2 ) (33 )
Payments (62 ) (18 ) (24 ) — (104 )
Indexation and interest 2 24 3 1 30
Translation adjustment 15 10 45 2 72
Balance at March 31, 2016 218 103 507 23 851
Balance at December 31, 2014 Tax litigation — 366 Civil litigation — 118 Labor litigation — 706 Environmental litigation — 92 Total of litigation provision — 1,282
Additions 145 16 34 — 195
Reversals (174 ) (12 ) (26 ) — (212 )
Payments (8 ) 2 (4 ) (11 ) (21 )
Indexation and interest 19 11 7 (2 ) 35
Translation adjustment (43 ) (21 ) (121 ) (7 ) (192 )
Balance at March 31, 2015 305 114 596 72 1,087

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*b) Contingent liabilities*

Contingent liabilities consist of administrative and judicial claims, which expectation of loss is classified as possible, and for which the recognition of a provision is not considered necessary by the Company, based on legal support.

March 31, 2016 December 31, 2015
Tax litigation 6,397 5,326
Civil litigation 1,598 1,335
Labor litigation 1,807 1,866
Environmental litigation 1,596 1,381
Total 11,398 9,908

*i - Tax litigation -* The most significant claims relate to pending challenges by the Brazilian federal tax authority concerning the deductibility of Brazilian social contribution payments for income tax purposes and demands by Brazilian state tax authorities for additional payments of the value-added tax on services and circulation of goods (“ICMS”) in relation to the use of ICMS credits from sales and energy transmission. The change in the period is basically a new tax enforcement on services and circulation of goods (“ICMS”) and Tax on services of any nature (“ISS).

*ii - Civil litigation -* Most of these claim have been filed by suppliers for indemnification under construction contracts, primarily relating to certain alleged damages, payments and contractual penalties. A number of other claims involve disputed contractual terms for inflation indexation.

*iii - Labor litigation -* These line represent a very large number of individual claims by (i) employees and service providers, primarily involving demands for additional compensation for overtime work, time spent commuting or health and safety conditions; and (ii) the Brazilian federal social security administration (“INSS”) regarding contributions on compensation programs based on profits.

*iv - Environmental litigation -* The most significant claims concern alleged procedural deficiencies in licensing processes, non-compliance with existing environmental licenses or damage to the environment.

*c) Judicial deposits*

In addition to the provisions and contingent liabilities, the Company is required by law to make judicial deposits to secure a potential adverse outcome of certain lawsuits. These court-ordered deposits are monetarily adjusted and reported as non-current assets until a judicial decision to draw the deposit occurs.

March 31, 2016 December 31, 2015
Tax litigation 240 211
Civil litigation 99 102
Labor litigation 627 553
Environmental litigation 18 16
Total 984 882

*d) Others*

*i - Samarco –* Vale S.A. and certain of its officers have been named as defendants in putative securities class action suits in federal court in New York brought by holders of Vale’s securities under U.S. federal securities laws. The lawsuits allege that Vale made false and misleading statements or omitted to make disclosures concerning the risks and dangers of the operations of Samarco’s Fundão dam and the adequacy of related programs and security procedures. The plaintiffs have not specified an amount of alleged damages in these actions. Vale intends to vigorously defend these actions and mount a full defense against the allegations, considering they do not represent true facts and therefore lack legal foundation. The litigation is at a very early stage. On March 7, 2016, the judge overseeing the putative securities class actions issued an order consolidating these actions and designating lead plaintiffs and counsel. The judge has given lead plaintiffs until April 29, 2016 to file a consolidated amended complaint that will serve as the operative complaint in the litigation. As a consequence of the preliminary nature of these suits, it is not possible to determine a range of outcomes or reliable estimates of the potential exposure at this time, and no provision has been recognized.

*ii - Compulsory deposits -* In the third quarter of 2015, the Company filed an enforceable action in the amount of R$524 (US$147) referring to the final court decision in favor of the Company of the accrued interest of compulsory deposits from 1987 to 1993. Currently it is not possible to estimate the economic benefit inflow as the counterparty can appeal on the calculation. Consequently, the asset was not recognized in the financial statements.

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*15. Income taxes*

*a) Deferred income tax*

Changes in deferred tax are as follows:

Balance at December 31, 2015 Assets — 7,904 Liabilities — 1,670 Total — 6,234
Effect in income statement (654 ) (44 ) (610 )
Transfers between asset and liabilities 84 84 —
Translation adjustment 481 125 356
Other comprehensive income (140 ) (18 ) (122 )
Balance at March 31, 2016 7,675 1,817 5,858
Balance at December 31, 2014 Assets — 3,976 Liabilities — 3,341 Total — 635
Effect in income statement 923 (7 ) 930
Translation adjustment (515 ) (186 ) (329 )
Other comprehensive income 1 (49 ) 50
Acquisition of subsidiary (11 ) — (11 )
Balance at March 31, 2015 4,374 3,099 1,275

*b) Income tax reconciliation*

The total amount presented as income taxes in the income statement is reconciled to the rate established by law, as follows :

Three-month period ended March 31 — 2016 2015
Net income (loss) before income taxes 2,735 (4,030 )
Income taxes at statutory rates - 34% (930 ) 1,370
Adjustments that affect the basis of taxes:
Income tax benefit from interest on stockholders’ equity — 190
Equity results 57 (92 )
Additions of tax loss carry forward 57 —
Unrecognized tax losses of the period (185 ) (420 )
Others 46 (188 )
Income taxes (955 ) 860

*c) Income taxes - Settlement program (“REFIS”)*

In 2013, the Company elected to participate in the REFIS, a federal tax settlement program, to settle most of the claims related to the collection of income tax and social contribution on equity gains of foreign subsidiaries and affiliates from 2003 to 2012.

At March 31, 2016, the balance of US$4,891 (US$389 as current and US$4,502 as non-current) is due in 151 remaining monthly installments, bearing interest at the SELIC rate.

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*16. Employee benefits obligations*

*Reconciliation of assets and liabilities recognized in the balance sheet*

Total
March 31, 2016 December 31, 2015
Overfunded pension plans Underfunded pension plans Other benefits Overfunded pension plans Underfunded pension plans Other benefits
Balance at beginning of the period 961 — — 1,301 — —
Interest income 33 — — 130 — —
Changes in asset ceiling and onerous liability 228 — — (54 ) — —
Translation adjustment 118 — — (416 ) — —
Balance at end of the period 1,340 — — 961 — —
Amount recognized in the balance sheet
Present value of actuarial liabilities (2,742 ) (3,930 ) (1,314 ) (2,474 ) (3,689 ) (1,223 )
Fair value of assets 4,081 3,216 — 3,435 3,094 —
Effect of the asset ceiling (1,339 ) — — (961 ) — —
Liabilities — (714 ) (1,314 ) — (595 ) (1,223 )
Current liabilities — (20 ) (51 ) — (17 ) (51 )
Non-current liabilities — (694 ) (1,263 ) — (578 ) (1,172 )
Liabilities — (714 ) (1,314 ) — (595 ) (1,223 )

*17. Financial instruments classification*

Financial assets March 31, 2016 — Loans and receivables or amortized cost At fair value through net income Total December 31, 2015 — Loans and receivables or amortized cost At fair value through net income Derivatives designated as hedge accounting Total
Current
Cash and cash equivalents 3,782 — 3,782 3,591 — — 3,591
Financial investments 27 — 27 28 — — 28
Derivative financial instruments — 141 141 — 121 — 121
Accounts receivable 2,553 — 2,553 1,476 — — 1,476
Related parties 100 — 100 70 — — 70
6,462 141 6,603 5,165 121 — 5,286
Non-current
Derivative financial instruments — 170 170 — 93 — 93
Loans 194 — 194 188 — — 188
Related parties — — — 1 — — 1
194 170 364 189 93 — 282
Total of financial assets 6,656 311 6,967 5,354 214 — 5,568
Financial liabilities
Current
Suppliers and contractors 3,147 — 3,147 3,365 — — 3,365
Derivative financial instruments — 1,629 1,629 — 2,023 53 2,076
Loans and borrowings 3,255 — 3,255 2,506 — — 2,506
Related parties 732 — 732 475 — — 475
7,134 1,629 8,763 6,346 2,023 53 8,422
Non-current
Derivative financial instruments — 1,225 1,225 — 1,429 — 1,429
Loans and borrowings 28,215 — 28,215 26,347 — — 26,347
Related parties 123 — 123 213 — — 213
Participative stockholders’ debentures — 502 502 — 342 — 342
Others (i) — 168 168 — 141 — 141
28,338 1,895 30,233 26,560 1,912 — 28,472
Total of financial liabilities 35,472 3,524 38,996 32,906 3,935 53 36,894

(i) See note 18(a).

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*18. Fair value estimate*

*a) Assets and liabilities measured and recognized at fair value:*

March 31, 2016 — Level 2 Level 3 Total December 31, 2015 — Level 2 Level 3 Total
Financial assets
Derivative financial instruments 311 — 311 214 — 214
Total 311 — 311 214 — 214
Financial liabilities
Derivative financial instruments 2,854 — 2,854 3,505 — 3,505
Participative stockholders’ debentures 502 — 502 342 — 342
Others (minimum return instrument) — 168 168 — 141 141
Total 3,356 168 3,524 3,847 141 3,988

There are no changes in the methods and techniques of evaluation of instruments disclosed above in the financial statements as at December 31, 2015.

*b) Fair value of financial instruments not measured at fair value*

The fair values and carrying amounts of loans (net of interest) are as follows :

Financial liabilities Balance Fair value Level 1 Level 2
March 31, 2016
Debt principal 30,871 28,504 12,316 16,188
December 31, 2015
Debt principal 28,229 26,233 12,297 13,936

*19. Derivative financial instruments*

*a) Derivatives effects on balance sheet*

Assets — March 31, 2016 December 31, 2015
Current Non-current Current Non-current
Derivatives designated as economic hedge
Foreign exchange and interest rate risk
CDI & TJLP vs. US$ fixed and floating rate swap 99 26 69 —
IPCA swap 4 58 2 16
Eurobonds swap 2 — — —
Pré-dolar swap 1 — — —
106 84 71 16
Commodities price risk
Nickel 35 8 50 11
35 8 50 11
Others — 78 — 66
— 78 — 66
Total 141 170 121 93

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Liabilities — March 31, 2016 December 31, 2015
Current Non-current Current Non-current
Derivatives designated as economic hedge
Foreign exchange and interest rate risk
CDI & TJLP vs. US$ fixed and floating rate swap 791 944 799 1,131
IPCA swap 22 109 21 101
Eurobonds swap 5 14 146 29
Pre dollar swap 24 45 93 72
842 1,112 1,059 1,333
Commodities price risk
Nickel 31 7 40 10
Bunker oil 756 — 924 —
787 7 964 10
Others — 106 — 86
— 106 — 86
Derivatives designated as cash flow hedge accounting
Bunker oil — — 50 —
Foreign exchange — — 3 —
— — 53 —
Total 1,629 1,225 2,076 1,429

*b) Effects of derivatives on the income statement, cash flow and other comprehensive income*

Three-month period ended March 31
Gain (loss) recognized in the income statement Financial settlement inflows(outflows) Gain(loss) recognized in other comprehensive income
2016 2015 2016 2015 2016 2015
Derivatives designated as economic hedge
Foreign exchange and interest rate risk
CDI & TJLP vs. US$ fixed and floating rate swap 394 (950 ) (43 ) (344 ) — —
IPCA swap 42 (73 ) 1 4 — —
Eurobonds swap 16 (151 ) (142 ) — — —
Pre dollar swap 34 (89 ) (73 ) (2 ) — —
486 (1,263 ) (257 ) (342 ) — —
Commodities price risk
Nickel (24 ) (8 ) (17 ) (15 ) — —
Bunker oil (14 ) (49 ) (182 ) (155 ) — —
(38 ) (57 ) (199 ) (170 ) — —
Others (5 ) (5 ) — — — —
Derivatives designated as cash flow hedge accounting
Bunker oil — (120 ) (51 ) (130 ) — 116
Foreign exchange (3 ) (15 ) (3 ) (15 ) 2 (1 )
(3 ) (135 ) (54 ) (145 ) 2 115
Total 440 (1,460 ) (510 ) (657 ) 2 115

Related to the effects of derivatives in the Income statements, the Company recognized as costs of goods sold and financial results the amounts of US$120 and US$1,340, respectively, for the 1st quarter of 2015. In 2016, all derivatives impacts were charged to financial results.

The maturities dates of the derivative financial instruments are as follows:

Maturity dates
Currencies and interest rates July 2023
Bunker oil December 2016
Nickel June 2018
Others December 2027

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*Additional information about derivatives financial instruments*

The risk of the derivatives portfolio is measured using the delta-Normal parametric approach, and considers that the future distribution of the risk factors and its correlations tends to present the same statistic properties verified in the historical data. The value at risk estimate considers a 95% confidence level for a one-business day time horizon.

There was no cash amount deposited as margin call regarding derivative positions on March 31, 2016. The derivative positions described in this document did not have initial costs associated.

The following tables detail the derivatives positions for Vale and its controlled companies as of March 31, 2016, with the following information: notional amount, fair value including credit risk, gains or losses in the period, value at risk and the fair value breakdown by year of maturity.

*a) Foreign exchange and interest rates derivative positions*

*(i) Protection programs for the R$ denominated debt instruments*

In order to reduce cash flow volatility, swap transactions were implemented to convert into US$ the cash flows from certain debt instruments denominated in R$ with interest rates linked mainly to CDI, TJLP and IPCA. In those swaps, Vale pays fixed or floating rates in US$ and receives payments in R$ linked to the interest rates of the protected debt instruments.

The swap transactions were negotiated over-the-counter and the protected items are the cash flows from debt instruments linked to R$. These programs transform into US$ the obligations linked to R$ to achieve a currency offset in the Company’s cash flows, by matching its receivables - mainly linked to US$ - with its payables.

Financial Settlement
Notional Fair value Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2016 December 31, 2015 Index Average rate March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016 2017 2018 2019+
CDI vs. US$ fixed rate swap (681 ) (783 ) 20 43 (440 ) (31 ) (210 ) —
Receivable R$ 5,739 R$ 5,239 CDI 107.57 %
Payable US$ 2,399 US$ 2,288 Fix 3.46 %
TJLP vs. US$ fixed rate swap (872 ) (1,015 ) (63 ) 71 (161 ) (253 ) (125 ) (334 )
Receivable R$ 5,180 R$ 5,484 TJLP + 1.31 %
Payable US$ 2,486 US$ 2,611 Fix 1.69 %
TJLP vs. US$ floating rate swap (57 ) (63 ) (0 ) 5 (3 ) (4 ) (5 ) (45 )
Receivable R$ 32 R$ 267 TJLP + 0.92 %
Payable US$ 155 US$ 156 Libor + -1.21 %
R$ fixed rate vs. US$ fixed rate swap (68 ) (165 ) (73 ) 21 (21 ) (7 ) 7 (46 )
Receivable R$ 1,139 R$ 1,356 Fix 7.32 %
Payable US$ 398 US$ 528 Fix -0.83 %
IPCA vs. US$ fixed rate swap (84 ) (105 ) 1 11 — 3 2 .3 (90 )
Receivable R$ 1,000 R$ 1,000 IPCA + 6.55 %
Payable US$ 434 US$ 434 Fix 3.98 %
IPCA vs. CDI swap 16 2 — 0 .4 (21 ) (16 ) (13 ) 66
Receivable R$ 1,350 R$ 1,350 IPCA + 6.62 %
Payable US$ 1,350 US$ 1,350 CDI 98.58 %

*(ii) Protection program for EUR denominated debt instruments*

In order to reduce the cash flow volatility, swap and forward transactions were implemented to convert into US$ the cash flows from certain debt instruments issued in Euros by Vale. In those swaps, Vale receives fixed rates in EUR and pays fixed rates in US$. And in those forwards only the principal amount of the debt is converted from EUR to US$.

The swap and forward transactions were negotiated over-the-counter and the protected items are the cash flows from debt instruments linked to EUR. The financial settlement inflows/outflows are offset by the protected items’ losses/gains due to EUR/US$ exchange rate.

Financial Settlement
Notional Fair value Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2016 December 31, 2015 Index Average rate March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016 2017 2018 2019+
EUR fixed rate vs. US$ fixed rate swap (19 ) (175 ) (141 ) 18 — (5 ) (4 ) (10 )
Receivable € 500 € 1,000 Fix 3.75 %
Payable US$ 613 US$ 1,302 Fix 4.29 %
Notional Bought / Average rate Fair value Financial Settlement — Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2016 December 31, 2015 Sold (USD/EUR) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016 2017
Forwards € 500 — B 1.143 2 — — 6.4 — 2

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*(iii) Foreign exchange hedging program for disbursements in CAD*

In order to reduce the cash flow volatility, forward transactions were implemented to mitigate the foreign exchange exposure that arises from the currency mismatch between revenues denominated in US$ and disbursements denominated in CAD.

The forward transactions were negotiated over-the-counter and the protected item is part of the CAD denominated disbursements. The financial settlement inflows/outflows are offset by the protected items’ losses/gains due to CAD/US$ exchange rate. This program is classified under the hedge accounting requirements, and it was settled in this quarter.

Notional Bought / Average rate Fair value Financial Settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (CAD / USD) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016
Forwards — CAD 10 B 1.028 — (2 ) — — —

*b) Commodities derivative positions*

*(i) Bunker Oil purchase cash flows protection program*

In order to reduce the impact of bunker oil price fluctuation on maritime freight hiring/supply and, consequently, reducing the company’s cash flow volatility, bunker oil derivatives were implemented. These transactions are usually executed through forward purchases and zero cost-collars.

The derivative transactions were negotiated over-the-counter and the protected item is part of the Vale’s costs linked to bunker oil prices. The financial settlement inflows/outflows are offset by the protected items’ losses/gains due to bunker oil prices changes.

Notional (ton) Bought / Average strike Fair value Financial settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (US$/ton) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016
Bunker Oil protection
Forwards 1,410,000 1,867,500 B 513 (446 ) (577 ) (151 ) 11 (446 )
Call options 1,507,500 2,041,500 B 383 0.16 0.02 — 0.07 0.16
Put options 1,507,500 2,041,500 S 308 (199 ) (297 ) (93 ) 11 (199 )
Total (644 ) (873 ) (644 )

As at March 31, 2016 and December 31, 2015, excludes US$112 and US$102, respectively, of transactions in which the financial settlement occurs subsequently of the closing month.

*(ii) Protection programs for base metals raw materials and products*

In the operational protection program for nickel sales at fixed prices, derivatives transactions were implemented to convert into floating prices the contracts with clients that required a fixed price, in order to keep nickel revenues exposed to nickel price fluctuations. Those operations are usually implemented through the purchase of nickel forwards, which are unwound before the original maturity in order to match the settlement dates of the commercial contracts in which the prices were fixed.

In the operational protection program for the purchase of raw materials and products, derivatives transactions were implemented, usually through the sale of nickel and copper forward or futures, in order to reduce the mismatch between the pricing period of purchases (concentrate, cathode, sinter, scrap and others) and the pricing period of the final product sales to the clients.

The derivative transactions are negotiated at London Metal Exchange or over-the-counter and the protected item is part of Vale’s revenues and costs linked to nickel and copper prices. The financial settlement inflows/outflows are offset by the protected items’ losses/gains due to nickel and copper prices changes.

Financial settlement
Notional (ton) Bought / Average strike Fair value Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2016 December 31, 2015 Sold (US$/ton) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016 2017 2018
Fixed price sales protection
Nickel forwards 16,102 16,917 B 10,892 (35 ) (46 ) (18 ) 5 (24 ) (11 ) 0
Raw material purchase protection
Nickel forwards 90 118 S 8,486 0.00 0.10 0.13 0.02 0.00 — —
Copper forwards 398 385 S 4,598 (0.09 ) 0.09 0.12 0.04 (0.09 ) — —
Total (0.09 ) 0.19 (0.09 ) — —

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*c) Silver Wheaton Corp. warrants*

The company owns warrants of Silver Wheaton Corp. (SLW), a Canadian company with stocks negotiated in Toronto Stock Exchange and New York Stock Exchange. Such warrants configure American call options and were received as part of the payment regarding the sale of part of gold payable flows produced as a sub product from Salobo copper mine and some nickel mines in Sudbury.

Notional (quantity) Bought / Average strike Fair value Financial settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (US$/share) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2023
Call options 10,000,000 10,000,000 B 65 15 7 — 2 15

*d) Call options from debentures*

The company has debentures in which lenders have call options of a specified quantity of Ferrovia Norte Sul ordinary shares, later changed to VLI SA shares. The call option’s strike price is given by the debentures’ remaining notional in each exercise date.

Notional (quantity) Bought / Average strike Fair value Financial settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (R$/share) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2027
Call options 140,239 1 40,239 S 8,570 (39 ) (39 ) — 2 (39 )

*e) Options related to Minerações Brasileiras Reunidas S.A. (“MBR”) shares*

The Company entered into a contract that has options related to MBR shares. Under certain restrict and contingent conditions, which are beyond the buyer’s control, the contract has a clause that gives the buyer the right to sell back its stake to the Company. It this case, the Company could settle through cash or shares. On the other hand, the Company has the right to buy back this non-controlling interest in the subsidiary.

Notional (quantity, in millions) Bought / Average strike Fair value Financial settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (R$/share) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016+
Options 2,139 2,139 B/S 1.8 (3 ) 15 — 6 (3 )

*f) Embedded derivatives in commercial contracts*

The Company has some nickel concentrate and raw materials purchase agreements in which there are provisions based on nickel and copper future prices behavior. These provisions are considered as embedded derivatives.

Notional (ton) Bought / Average strike Fair value Financial settlement — Inflows (Outflows) Value at Risk Fair value — by year
Flow March 31, 2016 December 31, 2015 Sold (US$/ton) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016
Nickel forwards 5,799 3,877 S 8,543 (0.3 ) 3 .0 (0.3 )
Copper forwards 4,325 5,939 S 4,653 (0.4 ) 2.0 (0.4 )
Total (0.6 ) 5.0 — 2.1 (0.6 )

The Company has also a natural gas purchase agreement in which there´s a clause that defines that a premium can be charged if the Company’s pellet sales prices trade above a pre-defined level. This clause is considered an embedded derivative.

Financial settlement
Notional (volume/month) Bought / Average strike Fair value Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2016 December 31, 2015 Sold (US$/ton) March 31, 2016 December 31, 2015 March 31, 2016 March 31, 2016 2016 2017 2018+
Call options 746,667 746,667 S 179 (1.4 ) — — 0.9 (0.0 ) (0.0 ) (1.3 )

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*g) Sensitivity analysis of derivative financial instruments*

The following tables present the potential value of the instruments given hypothetical stress scenarios for the main market risk factors that impact the derivatives positions. The scenarios were defined as follows:

· Scenario I : fair value calculation considering market prices as of March 31, 2016

· Scenario II : fair value estimated considering a 25% deterioration in the associated risk variables

· Scenario III : fair value estimated considering a 50% deterioration in the associated risk variables

Instrument Instrument’s main risk events Scenario I Scenario II Scenario III
CDI vs. US$ fixed rate swap R$ depreciation (681 ) (1,293 ) (1,905 )
US$ interest rate inside Brazil decrease (681 ) (697 ) (713 )
Brazilian interest rate increase (681 ) (684 ) (687 )
Protected item: R$ denominated debt R$ depreciation n.a. — —
TJLP vs. US$ fixed rate swap R$ depreciation (872 ) (1,473 ) (2,075 )
US$ interest rate inside Brazil decrease (872 ) (910 ) (950 )
Brazilian interest rate increase (872 ) (946 ) (1,013 )
TJLP interest rate decrease (872 ) (918 ) (966 )
Protected item: R$ denominated debt R$ depreciation n.a. — —
TJLP vs. US$ floating rate swap R$ depreciation (57 ) (92 ) (127 )
US$ interest rate inside Brazil decrease (57 ) (61 ) (64 )
Brazilian interest rate increase (57 ) (62 ) (67 )
TJLP interest rate decrease (57 ) (60 ) (64 )
Protected item: R$ denominated debt R$ depreciation n.a. — —
R$ fixed rate vs. US$ fixed rate swap R$ depreciation (68 ) (169 ) (271 )
US$ interest rate inside Brazil decrease (68 ) (83 ) (98 )
Brazilian interest rate increase (68 ) (99 ) (125 )
Protected item: R$ denominated debt R$ depreciation n.a. — —
IPCA vs. US$ fixed rate swap R$ depreciation (84 ) (199 ) (315 )
US$ interest rate inside Brazil decrease (84 ) (93 ) (103 )
Brazilian interest rate increase (84 ) (118 ) (147 )
IPCA index decrease (84 ) (103 ) (121 )
Protected item: R$ denominated debt R$ depreciation n.a. — —
IPCA vs. CDI swap Brazilian interest rate increase 16 (35 ) (78 )
IPCA index decrease 16 (13 ) (40 )
Protected item: R$ denominated debt linked to IPCA IPCA index decrease n.a. 13 40
EUR fixed rate vs. US$ fixed rate swap EUR depreciation (19 ) (197 ) (374 )
Euribor increase (19 ) (25 ) (32 )
US$ Libor decrease (19 ) (34 ) (50 )
Protected item: EUR denominated debt EUR depreciation n.a. 197 374
EUR Forward EUR depreciation 2 (140 ) (282 )
Euribor increase 2 2 1
US$ Libor decrease 2 1 0
Protected item: EUR denominated debt EUR depreciation n.a. 140 282

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Instrument Instrument’s main risk events Scenario I Scenario II Scenario III
Bunker Oil protection
Forwards and options Bunker Oil price decrease (644 ) (772 ) (901 )
Protected item: Part of costs linked to bunker oil prices Bunker Oil price decrease n.a. 772 901
Nickel sales fixed price protection
Forwards Nickel price decrease (35 ) (70 ) (104 )
Protected item: Part of nickel revenues with fixed prices Nickel price fluctuation n.a. 70 104
Purchase protection program
Nickel forwards Nickel price increase 0.0 (0.2 ) (0.4 )
Protected item: Part of costs linked to nickel prices Nickel price increase n.a. 0.2 0.4
Copper forwards Copper price increase (0.1 ) (0.6 ) (1.0 )
Protected item: Part of costs linked to copper prices Copper price increase n.a. 0.6 1.0
SLW warrants SLW stock price decrease 15 6 1
VLI call options VLI stock value increase (38 ) (62 ) (86 )
Options regarding non-controlling interest in subsidiary Subsidiary stock value increase 5 (48 ) (75 )
Instrument Main risks Scenario I Scenario II Scenario III
Embedded derivatives - Raw material purchase (nickel) Nickel price increase (0.3 ) (12.9 ) (25.5 )
Embedded derivatives - Raw material purchase (copper) Copper price increase (0.4 ) (5.7 ) (11.1 )
Embedded derivatives - Gas purchase Pellet price increase (1.4 ) (2.7 ) (4.6 )

*h) Financial counterparties’ ratings*

The transactions of derivative instruments, cash and cash equivalents as well as investments are held with financial institutions whose exposure limits are periodically reviewed and approved by the delegated authority. The financial institutions credit risk is performed through a methodology that considers, among other information, ratings provided by international rating agencies.

The table below presents the ratings in foreign currency published by agencies Moody’s and S&P regarding the main financial institutions that we had outstanding positions as of March 31, 2016.

Long term ratings by counterparty Moody’s S&P
ANZ Australia and New Zealand Banking Aa2 AA-
Banco Bradesco Ba3 BB
Banco de Credito del Peru Baa1 BBB
Banco do Brasil Ba3 BB
Banco do Nordeste Ba3 BB
Banco Safra Ba3 BB
Banco Santander Ba3 BB
Banco Votorantim Ba3 BB
Bank of America Baa1 BBB+
Bank of Nova Scotia Aa3 A+
Bank of Tokyo Mitsubishi UFJ A1 A
Banpara Ba3 BB-
Barclays Baa3 BBB
BBVA A3 BBB+
BNP Paribas A1 A
BTG Pactual Ba3 B+
Caixa Economica Federal Ba3 BB
Citigroup Baa1 BBB+
Credit Agricole A2 A
Deutsche Bank A2 BBB+
Goldman Sachs A3 BBB+
HSBC A1 A
Intesa Sanpaolo Spa A3 BBB-
Itau Unibanco Ba3 BB
JP Morgan Chase & Co A3 A-
Macquarie Group Ltd A3 BBB
Morgan Stanley A3 BBB+
National Australia Bank NAB Aa2 AA-
Royal Bank of Canada Aa3 AA-
Societe Generale A2 A
Standard Bank Group Baa3 —
Standard Chartered A1 BBB+

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*i) Market curves*

The curves used on the pricing of derivatives instruments were developed based on data from BM&F, Central Bank of Brazil, London Metals Exchange and Bloomberg.

*(i) Products*

*Nickel*

Maturity Price (US$/ton) Maturity Price (US$/ton) Maturity Price (US$/ton)
SPOT 8,280 SEP16 8,531 MAR17 8,595
APR16 8,462 OCT16 8,543 MAR18 8,711
MAY16 8,476 NOV16 8,556 MAR19 8,813
JUN16 8,490 DEC16 8,567 MAR20 8,899
JUL16 8,503 JAN17 8,577
AUG16 8,519 FEB17 8,586

*Copper*

Maturity Price (US$/lb) Maturity Price (US$/lb) Maturity Price (US$/lb)
SPOT 2.19 SEP16 2.19 MAR17 2.19
APR16 2.21 OCT16 2.19 MAR18 2.19
MAY16 2.20 NOV16 2.19 MAR19 2.19
JUN16 2.20 DEC16 2.19 MAR20 2.19
JUL16 2.20 JAN17 2.19
AUG16 2.20 FEB17 2.19

*Bunker Oil*

Maturity Price (US$/ton) Maturity Price (US$/ton) Maturity Price (US$/ton)
SPOT 172 SEP16 192 MAR17 210
APR16 175 OCT16 195 MAR18 236
MAY16 178 NOV16 198 MAR19 274
JUN16 180 DEC16 201 MAR20 322
JUL16 184 JAN17 205
AUG16 188 FEB17 208

*(ii) Foreign exchange and interest rates*

*US$-Brazil Interest Rate*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
05/02/16 3.73 03/01/17 3.25 07/01/19 3.34
06/01/16 3.65 04/03/17 3.23 10/01/19 3.37
07/01/16 3.41 07/03/17 3.26 01/02/20 3.45
08/01/16 3.35 10/02/17 3.22 04/01/20 3.52
09/01/16 3.20 01/02/18 3.20 07/01/20 3.65
10/03/16 3.12 04/02/18 3.17 10/01/20 3.86
11/01/16 3.11 07/02/18 3.19 01/04/21 4.01
12/01/16 3.11 10/01/18 3.21 07/01/21 4.09
01/02/17 3.20 01/02/19 3.23 01/03/22 4.36
02/01/17 3.24 04/01/19 3.29 01/02/23 4.81

*US$ Interest Rate*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
1M 0.44 6M 0.71 11M 0.75
2M 0.52 7M 0.72 12M 0.75
3M 0.63 8M 0.73 2Y 0.86
4M 0.67 9M 0.74 3Y 0.98
5M 0.69 10M 0.74 4Y 1.11

*TJLP*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
05/02/16 7.50 03/01/17 7.50 07/01/19 7.50
06/01/16 7.50 04/03/17 7.50 10/01/19 7.50
07/01/16 7.50 07/03/17 7.50 01/02/20 7.50
08/01/16 7.50 10/02/17 7.50 04/01/20 7.50
09/01/16 7.50 01/02/18 7.50 07/01/20 7.50
10/03/16 7.50 04/02/18 7.50 10/01/20 7.50
11/01/16 7.50 07/02/18 7.50 01/04/21 7.50
12/01/16 7.50 10/01/18 7.50 07/01/21 7.50
01/02/17 7.50 01/02/19 7.50 01/03/22 7.50
02/01/17 7.50 04/01/19 7.50 01/02/23 7.50

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*BRL Interest Rate*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
05/02/16 14.14 03/01/17 13.83 07/01/19 13.92
06/01/16 14.12 04/03/17 13.80 10/01/19 13.93
07/01/16 14.10 07/03/17 13.77 01/02/20 13.93
08/01/16 14.06 10/02/17 13.73 04/01/20 13.92
09/01/16 14.06 01/02/18 13.72 07/01/20 13.91
10/03/16 14.03 04/02/18 13.78 10/01/20 13.90
11/01/16 13.97 07/02/18 13.80 01/04/21 13.91
12/01/16 13.92 10/01/18 13.83 07/01/21 13.93
01/02/17 13.88 01/02/19 13.86 01/03/22 13.94
02/01/17 13.85 04/01/19 13.89 01/02/23 14.05

*Implicit Inflation (IPCA)*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
05/02/16 7.43 03/01/17 7.13 07/01/19 6.92
06/01/16 7.41 04/03/17 7.11 10/01/19 6.92
07/01/16 7.39 07/03/17 7.02 01/02/20 6.92
08/01/16 7.36 10/02/17 6.93 04/01/20 6.90
09/01/16 7.36 01/02/18 6.87 07/01/20 6.89
10/03/16 7.32 04/02/18 6.89 10/01/20 6.88
11/01/16 7.27 07/02/18 6.88 01/04/21 6.89
12/01/16 7.23 10/01/18 6.89 07/01/21 6.90
01/02/17 7.19 01/02/19 6.89 01/03/22 6.92
02/01/17 7.16 04/01/19 6.91 01/02/23 7.03

*EUR Interest Rate*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
1M -0.33 6M -0.18 11M -0.15
2M -0.28 7M -0.17 12M -0.15
3M -0.25 8M -0.16 2Y -0.04
4M -0.22 9M -0.16 3Y 0.00
5M -0.19 10M -0.15 4Y 0.02

*CAD Interest Rate*

Maturity Rate (% p.a.) Maturity Rate (% p.a.) Maturity Rate (% p.a.)
1M 0.90 6M 1.01 11M 0.89
2M 0.90 7M 0.97 12M 0.88
3M 0.90 8M 0.95 2Y 0.89
4M 0.95 9M 0.92 3Y 0.91
5M 0.99 10M 0.91 4Y 0.95

*Currencies - Ending rates*

CAD/US$ 0.7709 US$/BRL 3.5589 EUR/US$ 1.1380

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*20. Stockholders’ equity*

*a) Share capital*

At March 31, 2016 and December 31, 2015, the share capital was US$61,614 corresponding to 5,244,316,120 shares issued and fully paid without par value.

March 31, 2016 — ON PNA Total
Stockholders
Valepar S.A. 1,716,435,045 20,340,000 1,736,775,045
Brazilian Government (Golden Share) — 12 12
Foreign investors - ADRs 794,340,784 664,290,644 1,458,631,428
FMP - FGTS 78,297,758 — 78,297,758
PIBB - BNDES 1,186,115 1,098,260 2,284,375
BNDESPar 206,378,882 66,185,272 272,564,154
Foreign institutional investors in local market 277,441,505 710,319,270 987,760,775
Institutional investors 75,906,803 121,112,309 197,019,112
Retail investors in Brazil 35,666,108 384,376,159 420,042,267
Shares outstanding 3,185,653,000 1,967,721,926 5,153,374,926
Shares in treasury 31,535,402 59,405,792 90,941,194
Total issued shares 3,217,188,402 2,027,127,718 5,244,316,120
Amounts per class of shares (in millions) 38,525 23,089 61,614
Total authorized shares 7,200,000,000 3,600,000,000 10,800,000,000

*b) Basic and diluted earnings per share*

Basic and diluted earnings per share are as follows:

Three-month period ended March 31 — 2016 2015
Net income (loss) attributable to Vale’s stockholders 1,776 (3,118 )
Basic and diluted earnings per share:
Income (loss) available to preferred stockholders 678 (1,191 )
Income (loss) available to common stockholders 1,098 (1,927 )
Total 1,776 (3,118 )
Weighted average number of shares outstanding (thousands of shares) - preferred shares 1,967,722 1,967,722
Weighted average number of shares outstanding (thousands of shares) - common shares 3,185,653 3,185,653
Total 5,153,375 5,153,375
Basic and diluted earnings per share
Preferred share 0.34 (0.61 )
Common share 0.34 (0.61 )

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*21. Costs and expenses by nature*

*a) Cost of goods sold and services rendered*

Three-month period ended March 31 — 2016 2015
Personnel 505 526
Material and service 788 958
Fuel oil and gas 307 307
Maintenance 621 655
Energy 162 141
Acquisition of products 83 253
Depreciation and depletion 810 912
Freight 500 770
Others 473 646
Total 4,249 5,168
Cost of goods sold 4,142 5,022
Cost of services rendered 107 146
Total 4,249 5,168

*b) Selling and administrative expenses*

Three-month period ended March 31 — 2016 2015
Personnel 51 84
Services (consulting, infrastructure and others) 16 29
Advertising and publicity 1 3
Depreciation and amortization 23 30
Travel expenses 1 3
Taxes and rents 4 6
Others 23 40
Total 119 195

*c) Others operational expenses (incomes), net*

Three-month period ended March 31 — 2016 2015
Provision for litigation 31 (17 )
Provision for loss with VAT credits (ICMS) 30 41
Provision for profit sharing program — 21
Provision (reversal) for disposal of materials and inventories (71 ) 63
Gold stream transaction — (230 )
Result on sale or disposal of property, plant and equipment and intangible 9 15
Others 36 61
Total 35 (46 )

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*22. Financial result*

Three-month period ended March 31 — 2016 2015
Financial expenses
Loans and borrowings gross interest (412 ) (391 )
Capitalized loans and borrowing costs 177 196
Labor, tax and civil lawsuits (21 ) (34 )
Derivative financial instruments (58 ) (1,340 )
Indexation and exchange rate variation (a) (1,170 ) (5,301 )
Participative stockholders’ debentures (116 ) 275
Expenses of REFIS (114 ) (144 )
Others (144 ) (121 )
(1,858 ) (6,860 )
Financial income
Short-term investments 42 26
Derivative financial instruments 498 —
Indexation and exchange rate variation (b) 2,725 2,282
Others 18 42
3,283 2,350
Financial results, net 1,425 (4,510 )
Summary of indexation and exchange rate variation
Loans and borrowings 2,638 (5,014 )
Others (1,083 ) 1,995
Net (a) + (b) 1,555 (3,019 )

*23. Deferred revenue - Gold stream*

In 2013 and 2015, the Company entered into gold stream transactions with Silver Wheaton Corp. (“SLW”) to sell part of the gold extracted during the life of the mine as a by-product of Salobo copper mine and Sudbury nickel mines. The Company received up-front cash proceeds, which were initially recognized as deferred revenue. This transaction was bifurcated into two identifiable components: (i) the sale of the mineral rights and, (ii) the services for gold extraction on the portion in which Vale operates as an agent for SLW gold extraction.

In 2015, the result of the sale of the mineral rights of US$230 was recognized in the income statement of 2015 as other operating expenses, net and the portion related to the provision of future services for gold extraction was recorded as deferred revenue (liability) in the amount of US$532. During the three-month period ended March 31, 2016 and 2015, the Company recognized in income statement US$34 and US$15, respectively, related to rendered services of the gold extraction.

*24. Commitments*

*a) Base metals operations —* In March 2016, Vale Canada Limited purchased the equity interest held by Sumic Nickel Netherland B.V. in Vale Nouvelle-Calédonie S.A.S. for US$135.

There have been no other material changes to the commitments of the base metals operations disclosed in the financial statements as at December 31, 2015, except for letters of credit and guarantees in the amount of US$1,030 (US$991 at December 31, 2015) associated with items such as environment reclamation, asset retirement obligation commitments, insurance, electricity commitments, post-retirement benefits, community service commitments and import and export duties.

*b) Participative stockholders’ debentures -* The Company paid as semiannual remuneration the amount of US$39 for the three-month period ended March 31, 2015. At April 1st, 2016 (subsequently event), the company has paid the semiannual remuneration to stockholders debentures the amount of US$36.

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*c) Operating lease and purchase obligations -* The future payment commitments for operating lease and purchase obligations are as follows:

2016 46
2017 50
2018 53
2019 45
2020 and thereafter 48
Total minimum payments required 242

*d) Guarantees provided -* At March 31, 2016, corporate guarantees provided by Vale (within the limit of its direct or indirect interest) for the companies Norte Energia S.A. and Companhia Siderúrgica do Pecém S.A. totaled US$309 and US$1,249, respectively. Due to the conclusion of the energy generation assets transaction (note 6), the guarantee of Norte Energia S.A. is shared with Cemig GT.

*25. Related parties*

Transactions with related parties are made by the Company at arm´s-length, observing the price and usual market conditions and therefore do not generate any undue benefit to their counterparties or loss to the Company.

In the normal course of operations, Vale enters into contracts with related parties (subsidiaries, associates, joint ventures and stockholders), related to the sale and purchase of products and services, loans, leasing of assets, sale of raw material and railway transportation services.

The balances of these related party transactions and their effects on the financial statements are as follows:

Assets
March 31, 2016 December 31, 2015
Cash and cash equivalents Derivative financial instruments Accounts receivable Related parties Cash and cash equivalents Derivative financial instruments Accounts receivable Related parties
Banco Bradesco S.A. 43 7 — — 37 66 — —
Banco do Brasil S.A. 254 22 — — 395 16 — —
Baovale Mineração S.A. — — 2 1 — — — —
Companhia Coreano-Brasileira de Pelotização — — — 6 — — — 6
Companhia Hispano-Brasileira de Pelotização — — — 4 — — 1 4
Companhia Ítalo-Brasileira de Pelotização — — — 9 — — — 8
Companhia Nipo-Brasileira de Pelotização — — — 10 — — — 9
Consórcio de Rebocadores da Baia de São Marcos — — 21 — — — 15 —
Ferrovia Norte Sul S.A. — — 6 — — — 3 —
Mitsui & Co., Ltd. — — 1 — — — 1 —
MRS Logística S.A. — — — 19 — — — 17
VLI Multimodal S.A. — — 5 — — — 9 —
VLI Operações Portuárias S.A. — — 12 — — — 25 —
VLI S.A. — — 119 10 — — — 10
Others — — 42 41 — — 24 17
Total 297 29 208 100 432 82 78 71

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Liabilities
March 31, 2016 December 31, 2015
Derivative financial instruments Suppliers and contractors Related parties Loans and borrowings Derivative financial instruments Suppliers and contractors Related parties Loans and borrowings
Aliança Geração de Energia S.A. — 13 35 — — 11 — —
Baovale Mineração S.A. — 12 — — — 8 — —
Banco do Brasil S.A. 247 — — 2,873 250 — — 2,625
Banco Bradesco S.A. 168 — — 467 205 — — 370
BNDES 39 — — 4,202 39 — — 4,066
BNDES Participações S.A. — — — 416 — — — 371
Companhia Coreano-Brasileira de Pelotização — 21 62 — — 4 70 —
Companhia Hispano-Brasileira de Pelotização — 14 50 — — 37 7 —
Companhia Ítalo-Brasileira de Pelotização — 11 63 — — 3 64 —
Companhia Nipo-Brasileira de Pelotização — 39 103 — — 9 112 —
Consórcio de Rebocadores da Baía de São Marcos — 11 — — — 8 — —
Ferrovia Centro-Atlântica S.A. — — 75 — — — 68 —
Mitsui & Co., Ltd. — 10 — — — 11 — —
MRS Logística S.A. — 24 — — — 23 — —
Sumic Nickel Netherland B.V — — 352 — — — 352 —
VLI S.A. — 1 90 — — — — —
Others — 27 25 — — 22 15 —
Total 454 183 855 7,958 494 136 688 7,432
Three-month period ended March 31
2016 2015
Net operating revenue Costs and expenses Financial result Net operating revenue Costs and expenses Financial result
Banco Bradesco S.A. (i) — — (18 ) — — (84 )
Banco do Brasil S.A. (i) — — (36 ) — — (136 )
Baovale Mineração S.A. — (3 ) — — (5 ) —
BNDES (i) — — (46 ) — — (17 )
BNDES Participações S.A. (i) — — (6 ) — — (10 )
Companhia Coreano-Brasileira de Pelotização — (18 ) — — (16 ) —
Companhia Hispano-Brasileira de Pelotização — (10 ) — — (12 ) —
Companhia Ítalo-Brasileira de Pelotização — (10 ) — — (14 ) —
Companhia Nipo-Brasileira de Pelotização — (33 ) — — (25 ) —
Companhia Siderúrgica do Pecem 17 — — — — —
Ferrovia Centro Atlântica S.A. 8 (5 ) — 12 (12 ) —
Ferrovia Norte Sul S.A. 5 — — 4 — —
Mitsui & Co., Ltd. 20 — — 58 — —
MRS Logística S.A. — (63 ) — — (119 ) —
Samarco Mineração S.A. — — — 31 — —
VLI Operações Portuárias S.A. 29 — — — — —
VLI S.A. 27 — — 62 — 2
Others 9 (8 ) 1 18 (11 ) 2
Total 115 (150 ) (105 ) 185 (214 ) (243 )

(i) Not include exchange rate variation.

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*Members of the Board of Directors, Fiscal Council, Advisory Committees and Executive Officers*

Board of Directors
Governance and Sustainability Committee
Gueitiro Matsuo Genso Fernando Jorge Buso Gomes
Chairman Arthur Prado Silva
Eduardo de Oliveira Rodrigues Filho
Sérgio Alexandre Figueiredo Clemente Ricardo Rodrigues Morgado
Vice-President Ricardo Simonsen
Dan Antonio Marinho Conrado Fiscal Council
Marcel Juviniano Barros
Tarcísio José Massote de Godoy Marcelo Amaral Moraes
Motomu Takahashi Chairman
Hiroyuki Kato
Oscar Augusto de Camargo Filho Paulo José dos Reis Souza
Luciano Galvão Coutinho Sandro Kohler Marcondes
Lucio Azevedo Aníbal Moreira dos Santos
Alberto Guth Raphael Manhães Martins
Alternate Alternate
Gilberto Antonio Vieira Paula Bicudo de Castro Magalhães
Moacir Nachbar Junior Sergio Mamede Rosa do Nascimento
Arthur Prado Silva Oswaldo Mário Pego de Amorim Azevedo
Francisco Ferreira Alexandre Julio Sergio de Souza Cardozo
Robson Rocha
Luiz Mauricio Leuzinger
Yoshitomo Nishimitsu Executive Officers
Eduardo de Oliveira Rodrigues Filho
Victor Guilherme Tito Murilo Pinto de Oliveira Ferreira
Carlos Roberto de Assis Ferreira Chief Executive Officer
Advisory Committees of the Board of Directors Vânia Lucia Chaves Somavilla
Executive Officer (Human Resources, Health & Safety, Sustainability and Energy)
Controlling Committee
Eduardo Cesar Pasa Luciano Siani Pires
Moacir Nachbar Junior Executive Officer (Finance and Investors Relations)
Oswaldo Mário Pego de Amorim Azevedo
Marcos Paulo Pereira da Silva Roger Allan Downey
Executive Officer (Fertilizers, Coal and Strategy)
Executive Development Committee
Oscar Augusto de Camargo Filho Gerd Peter Poppinga
Marcel Juviniano Barros Executive Officer (Ferrous)
Fernando Jorge Buso Gomes
Tatiana Boavista Barros Heil Galib Abrahão Chaim
Executive Officer (Capital Projects Implementation)
Strategic Committee
Murilo Pinto de Oliveira Ferreira Humberto Ramos de Freitas
Gueitiro Matsuo Genso Executive Officer (Logistics and Mineral Research)
Luiz Carlos Trabuco Cappi
Oscar Augusto de Camargo Filho Jennifer Anne Maki
Luciano Galvão Coutinho Executive Officer (Base Metals)
Finance Committee Marcelo Botelho Rodrigues
Gilmar Dalilo Cezar Wanderley Global Controller Director
Fernando Jorge Buso Gomes
Eduardo de Oliveira Rodrigues Filho Murilo Muller
Tatiana Boavista Barros Heil Controllership Director
Dioni Brasil
Accounting Manager
TC-CRC-RJ 083305/O-8

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*Signatures*

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)
By: /s/ Rogerio T. Nogueira
Date: April 28, 2016 Rogerio T. Nogueira
Director of Investor Relations

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